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Original Airdate June 11, 2010 This is the 8th episode of Ben 10: Ultimate Alien . Plot After Kevin and Gwen drop Ben off at his house, Ben can't get rid of the feeling that something is following him. While sleeping, lightning goes through the electrical lines of Ben's house and then suddenly, Ra'ad, the last of Aggregor's prisoners, shows up and attacks him. He changes into Jetray to fight him. The battle ends when Ra'ad falls into a pool while charged up and shorts out. Ben, Gwen, and Kevin then take Ra'ad to Los Soladad where they have him in a containment cell. Ra'ad tells Ben that it's his fault that Aggregor recaptured his friends (the other four prisoners). Ra'ad confirms that Aggregor is indeed an Osmosian like Kevin, and tells the trio that with the combined powers of himself, Bivalvan, Galapagus, P'andor, and Andreas, Aggregor would be the strongest and most powerful being in the galaxy. Ben offers to have Ra'ad work together with them to stop Aggregor. The Amperi seems to agree with the deal, but the moment that Ben releases him, he attacks the trio, having read Kevin's mind that if things got worse, he would hand Ra'ad over to Aggregor. At that moment, the Ultimatrix detects that Ra'ad's DNA is uncataloged. Ra'ad states that Aggregor used Ben's Ultimatrix as a homing device to track the aliens and bypassed his calls to the Plumbers. To prevent Aggregor from finding him, he tries to destroy the Ultimatrix with a lightning blast, but it launches its scanning wave at the same time. The mixing energies cause an explosion which blasts Ben into the wall and damages the Ultimatrix while Ra'ad has mysteriously disappeared. As Ben laments that things can't get worse, Aggregor shows up to recapture Ra'ad. Ben and his team try to fight Aggregor, but he proves to be too strong for them. The Ultimatrix finally lets Ben access a form, but unfortunately, all that he can transform into is Ra'ad. With no choice, Ben turns into Ampfibian and fights Aggregor. Unfortunately, he's still too powerful and decides to use Ben in his Amperi form as Ra'ad's replacement. Gwen then casts an unusually strong and powerful unnamed teleportation spell to transport her, Ben, and Kevin away from Aggregor to Kevin's warehouse. As Gwen recovers from her teleportation spell, Kevin has revealed he rebuilt the machine they had used to try to hack the Omnitrix duringVengence of Vilgax to reboot the Ultimatrix and change Ben back to normal, since he is stuck in the Ampfibian form, although Gwen and Ben protest the idea. Suddenly, Ben begins hearing Ra'ad's voice inside his head and begins acting like him. It turns out that the blast accidently trapped Ra'ad inside the Ultimatrix. He refuses to allow the Ultimatrix to be reactivated because Aggregor would find them. At the same time, he's slowly taking over Ben's body. While Gwen holds Ampfibian/Ra'ad inside a magenta-purple electric glowing energy sphere, Kevin absorbs a rubber tire to enable him to get near Ampfibian and use jumper cables attached to the machine to reboot the Ultimatrix. This time, the experiment is a success. Ben and Ra'ad are separated and Kevin remains unmutated. Unfortunately, with the Ultimatrix's signal restored, Aggregor is free to find them. Rejecting Ben's offer to fight together, Ra'ad quickly escapes as Aggregor crashes in through the roof. After dispatching Kevin and Gwen, Aggregor demands Ra'ad from Ben, who tries to fight him using Brainstorm, but Aggregor's weapon easily defeats him since it's used to handle all electrical aliens. Aggregor then tries to forcibly change him back into Ampfibian by using his weapon on the Ultimatrix faceplate which nearly kills Ben in the process. Outside, Kevin(who was thrown there by Aggregor) sees Ra'ad and yells at him about letting the only person who wanted to help him die. Ra'ad attacks Aggregor and saves Ben. Ra'ad tells Gwen and a severely injured and weakened Ben to get out while he clashes with Aggregor. In the midst of the battle, Kevin's warehouse explodes for the second time, but Ben, Gwen, and Kevin manage to escape while Aggregor takes Ra'ad back to his ship in the middle of the blast. Now that Aggregor has all five of his prisoners, he is now able to resume transporting them to his home planet and carry out his plan of permanently absorbing all of their powers and abilities and make himself invincible. Kevin and Gwen believe it is all over, but Ben tells them that he vows to use the powers of his new aliens to save the prisoners and stop Aggregor once and for all. Major events *Ben, Gwen, and Kevin finally meet Aggregor face to face. *Ben obtains a new DNA sample (AmpFibian). *Ben transforms into AmpFibian for the first time. *Aggregor recaptures Ra'ad, his fifth and final escaped prisoner. Ultimatrix Alien Debuts *AmpFibian Characters *Ben Tennyson *Gwen Tennyson *Kevin Levin *Ra'ad *Bivalvan (cameo) *P'andor (cameo) *Galapagus (cameo) *Andreas (cameo) Villains *Aggregor Aliens used *Jetray *AmpFibian (First Appearance) *Brainstorm Quotes *''(Kevin confronts Aggregor)'' *'Aggregor': You're out of your depth, Hatchling. *'Kevin': Look, you don't scare me. I'm an Osmosian just like you. *'Aggregor': No, not like me. Not even close. *''(Aggregor beats Kevin aside easily)'' *'Kevin': (after Gwen landed on his lap) What was that? *'Gwen': A teleportation spell. *'Kevin': How about you don't do that one anymore? *'Gwen': It did get us out of there, didn't it.. (both smiles) *'Kevin': I'm going to hack into the Ultimatrix and force a reboot. *'Gwen': (sarcastically) Because it worked pretty well last time? *'AmpFibian': Yeah, you busted the Omnitrix and turned you into a freak. *'Kevin:' Have you looked at yourself in the mirror lately? *'Gwen': No jokes, Kevin. This is dangerous. *'Kevin: '''It will go better this time, Promise. *'Ampfibian: Why? *'Kevin: ''Cause this time I'll press the blue buttons. *'AmpFibian: '''I can't tell you how reasuered I am, but... *'AmpFibian: Get out of my head! *'Ra'ad': It´s not your head. It´s mine! *'AmpFibian': Good point... But I´m using it now! *'Kevin': (under a pillar regaining consciousness able to utter) Ben! (through a hole in the garage door, sees the laser beam from Aggregor's staff and come to know Ben is in danger, tries to free himself but unable to do so, suddenly sees Ra'ad appear and angry) Why are you still here? To watch? (and Ra'ad turns back to see what Kevin saw and is guilty, suddenly hears Kevin say) The only guy who wanted to save you was dying in there, but it makes no difference to you, right? I don't need to read minds to know what you are thinking, even I was like you, so go, run, steal whatever time it buys, you coward! *''(after Aggregor recaptures Ra'ad, the last of his escaped prisoners)'' *'Gwen': What do we do now? *'Kevin': Nothing to do. Aggregor has all five of the aliens. Game's over. *'Ben': It's not a game and it's not over. I'm going to stop him. The Ultimatrix has scanned all five of the aliens, and I'm going to use their powers to save them. TRIVA ; *AmpFibian's transformation is shown in this episode. The transformation is much similiar to the ones in the original series. *Aggregor has now recaptured all five aliens in this episode. *Ben seems to have gone without sleep for 5 nights as he was patrolling, which is odd, as 11 days without sleep would cause serious brain damage to most people. *Ben seems to sleep in whitish-grey boxers. Back in Aggregor's spaceship, the order of the stasis pods from left to right is Bivalvan, Galapagus, P'andor, Andreas (take notice to Andreas, he was no longer Bleeding or crying and his body was normal not even broken), and finally an empty pod. *Kevin shows his caring, brotherly and affectionate atttitude towards Ben in this episode. *Ra'ad has blue eyes in this episode because he and Ben were fused together. *Aggregor seemed to use the Ultimatrix as the homing device to capture the aliens. *This is the second time Kevin has hacked in the Omnitrix/Ultimatrix, but unlike the first time, the experiment was a success. *This is the third time Gwen uses teleportation, the first being in Vendetta and second being in The Final Battle: Part 2 although when she used the spell before she didn't get weak however this maybe because this spell is different and very powerful. *This is the first time in Ultimate Alien in which Ben has used an alien in the same episode in which he gets it. *Aggregor's plan to be the most powerful being in the universe is revealed in this episode. *Ben has Nyctophobia (fear of darkness) and Astraphobia (fear of lightning). *Kevin, as mentioned by Aggregor, is just a "hatchling" as compared to a real Osmosian. *Ra'ad species are revealed this episode: Amperi. *This is the third time an alien takes over Ben's personality. *It is a co-incidence that all the three aliens who took over Ben's personality have the ability to turn intangible (Ghostfreak, Big Chill and AmpFibian). *It seems that Amperi's can read the minds of an Osmosian very well at the moment of what they are thinking. This is the second time it is shown that Ben is having much of an accident-prone day, after the first being in War of the Worlds. *Ben vows to bring back the aliens safely from the hands of Aggregor in this episode. *Ra'ad's personality has greatly changed since his first appearance and now, as he went from calm and quiet to violent and vengeful. *If Aggregor will acquire their powers than he can control Water (use Water Whips and Absorb moisture from the air), Wind (spin to create tornado and fly), Fire (set anything on fire, heat his body and don't get effected of extreme cold even), Earth (drill and absorb Earthquakes), and Electricity (teleport through electronic items, shoot electricity, and swim if not carrying electric currents). So his powers are Water, Wind, Fire, Earth, and Electricity. *Los Soledad in Spanish apparently means the loneliness. *Ben obtains the form of the fifth and final alien captured by Aggregor. Unlike the other forms, he uses this form in this episode, even having it be the first form he names onscreen. Category:Episodes